I've gotten to the point where, anymore, I'll take a lower budget indie over a major Hollywood production. Better performances, bettter stories, less hype. Every once in a while, one of those smaller movies will be so good that you'll wish it gets a wider audience. The Slums of Beverly Hills is certainly like that.

It's the story of Vivian (Natasha Lyonne), a 14-year-old girl with an ever expanding bustline and Viv's father Murray (Alan Arkin) who moves his family (invluding Viv and her two brothers) every few weeks, jumping rent (to head to some place where they don't "rob you blind") but staying in Beverly Hills because it's got "good schools."

Viv's got a problem with her bust. She hates it. Her brothers make fun of her ("Dad," says the eldest, "She's stacked."), she gets weird stares and unsolicited advice, she gets felt up by a would-be suitor (Kevin Corrigan) in a laundry room. "I dropped out of school because I wanted to join the work force," he tells Viv when he meets her. "What do you do?" she asks. "Sell pot." Viv's life seems to be the somewhat quirky life of every teenage girl. Then Viv's cousin Rita shows up.

Rita (Marissa Tomei, finally proving that the Oscar may not have been a fluke) is sort of a free spirit. She's the daughter of Murray's rich brother, and if Murray keeps her in check, the brother will send cash to help keep the family afloat. But Rita's got baggage. She's been in rehab, and she's pregnant by a guy who does "Man Of La Mancha" as a one man show. There's also the slightly unsettling playfulness (which turns into something more) between Rita and Murray.

It could be played out like a Fox sitcom. It doesn't. The key's in the performances.

Lyonne is exceptional as Viv. She's sweet and sometimes endearing, and she's good at getting that "I can't believe this is happening" look. She's the movie's lynchpin, and she's up to the task. Tomei and Arkin both surprised me, Tomei because I'd thought she'd always been a one note actress, and Arkin because it's so rare to see him on screen. David Krumholtz, in limited screen time as Viv's eldest brother Ben, is pretty funny.

There's also some wonderfully comic moments, like Viv experiencing her first orgasm (with Rita's vibrator) on the bathroom floor and Ben belting out the chorus to "Luck Be A Lady" while high and wearing nothing but a pair of briefs.

There are a few miscues. The film has a too pat ending, and a climax where Viv goes into a rage against Rita's father. We never really learn what happened to the kids' mother. And the previously mentioned interlude between Rita and Murray (which is a turning point for Viv and a completely out of left field plot twist for the audience) seems forced. But on the whole, The Slums of Beverly Hills is actually pretty good, a lot better than most of the crap currently out there.